WEALTHCARE CAPITAL MANAGEMENT LLC

FORM ADV PART 2B BROCHURE SUPPLEMENT FOR THE EXECUTIVE OFFICERS OF WEALTHCARE CAPITAL MANAGEMENT LLC Michael Ashker Teresa M. Schafer Ronald E. Madey, CFA John Lohr, Esq. Brandy N. Weiberg Kenneth Procter Fishburne, CFP IARD/CRD Number: 111119 SEC File Number: 801-60183 Main Office - Mailing Address: 600 East Main Street, Suite 1240, Richmond, VA 23219 Main Business Phone: (804) 644-4711 Primary Website: www.wealthcarecapital.com This Brochure Supplement provides information about the employees of WEALTHCARE that supplements the Adviser s Brochure. You should have received a copy of the Brochure with this Supplement. Please contact a member of WEALTHCARE S Compliance Department at (804) 644-4711 or compliance@wealthcarecapital.com if you have any questions about the contents of this Brochure Supplement. Additional information about the employees of WEALTHCARE can be found on the SEC s website at www.adviserinfo.sec.gov. Dated: April 15, 2015 Copyright 2011-2015 Wealthcare Capital Management - All rights reserved. P a g e 1

Michael Ashker (Born: 1952) Mr. Ashker is located at our main office in Richmond, Virginia and can be reached at Eastern Michigan University Studies in Finance 2013 Present Wealthcare Capital Management LLC Chief Executive Officer; Member of the Board of Directors 2001 2013 Agility Partners/Blackfish Financial Managing Partner & Founder Michael Ashker joined Wealthcare in 2013 in order to accelerate and expand the Company s leadership of the goals-based wealth management movement. With 15 years experience in the investment industry, Mr. Ashker is a serial entrepreneur with a history of cultivating high-growth, platform-based businesses. He began his career as a retail stockbroker before transitioning into discretionary money management, eventually founding the hedge fund group, Lynx Capital Group. The onset of the digital era took him outside the investment world, as he co-founded Healthaxis.com, one of the first digital health insurance agency, and JusticeLink, one of the original providers of electronic filing services for the legal profession. JusticeLink was sold to Lexis-Nexis in 2001 and HealthAxis became one of the top 100 publicly traded internet companies under his leadership. In 2003, he founded and served as CEO of the first consumer-driven health insurance company, called Imerica, which was funded by Bain Capital. Since 2004, Mr. Ashker has run his own venture boutique, Agility Partners, working with other entrepreneurs as a hands-on investor and advisor in a range of industries. In 2010, he decided to return to the investment industry. He recognized the need and opportunity to develop a superior business model that would enable investment advisors to provide a superior client experience; the hallmarks of which are cost efficiency, transparency, goals-based investing and a client-centric platform. During his research, he met David Loeper, Wealthcare s founder and inventor of the patented financial planning and investment system. Ashker jumped at the opportunity to lead the future of Wealthcare, and helped assemble the talent from both existing Wealthcare team members and new executives to compliment other resources and launch Wealthcare 2.0. Disciplinary Information Mr. Ashker does not have, nor has he ever had, any disciplinary disclosures. Mr. Ashker is not actively engaged in any other investment-related business beyond his capacity as CEO and member of the Investment Policy Committee of WEALTHCARE. He does not receive any commissions, bonuses or other compensation based on the sale of securities or other investment products or for referring advisory clients to other third party providers. financial services industry via an Application Service Provider ( ASP ) business model delivering wealth management software via the Internet that supports the Wealthcare System. As CEO, Mr. Ashker does contribute a portion of his time (approximately 25%) to the management, client servicing and marketing of the technology and related intellectual property licensing side of the company. However, the majority of his time is spent on WEALTHCARE s strategic initiatives and supporting its advisory professionals, institutional sub-advisory relationships and firm advisory clients. As CEO of WEALTHCARE, Mr. Ashker is supervised by the Board of Managers of Wealthcare Holdings LLC, the parent company of WEALTHCARE. As Executive Chairman of the Board of Managers, Len Reinhart can be reached at (804) 644-4711. Teresa M. ( Terry ) Schafer (Born: 1959) Ms. Schafer is located at our main office in Richmond, Virginia and can be reached at University of Scranton, BS Accounting 2013 Present Wealthcare Capital Management LLC Chief Financial Officer and Chief Operating Officer 2009 2013 Agility Partners/Blackfish Financial Principal, Chief Financial Officer & Chief Operations Officer 1999 2008 Credit Suisse Managing Director/Chief Operating Officer Terry Schafer is a seasoned financial services executive with experience in strategic planning and business growth, as well as operations management, technology infrastructure and development. Ms. Schafer will be instrumental in guiding operations, trading, risk management, compliance and the financial performance of Wealthcare's advisory services. Prior to forming her own Virginia-based consulting firm in 2009 and aligning with Mr. Ashker, Ms. Schafer worked for Credit Suisse as Chief Operating Officer (COO) for the Equities Americas Division in New York as well as serving as COO for Global Equity business lines in London and then in the same position for the Equities Americas division in New York. In these roles, she directed strategic initiatives ensuring efficient functions across Cash Equities, Electronic and Program Trading, Prime Brokerage, ETF Trading and business/sales support. Prior to Credit Suisse, she was a Managing Director at Bankers Trust Company, in New York, Tokyo and London, supporting ongoing business management and new business growth and development. She began her career at Price Waterhouse in New York after earning a Bachelor of Science in Accounting from The University of Scranton, where she is now a member of the Board of Trustees. Ms. Schafer does not have, nor has she ever had, any disciplinary disclosures. Ms. Schafer is not actively engaged in any other investment-related business beyond her capacity as CFO of WEALTHCARE. She does not receive any commissions, bonuses or other compensation based on the sale of securities or other investment products or for referring advisory clients to other third party providers. financial services industry primarily via an Application Service Provider ( ASP ) business model delivering wealth management software that supports the Wealthcare System over the internet. As CFO, Ms. Schafer does contribute a portion of her time (approximately 10-20%) to the management and servicing of the technology side of the company. The majority of her time is spent on WEALTHCARE and its advisory professionals, institutional sub-advisory relationships and WEALTHCARE advisory clients. supervision of Ms. Schafer. Mr. Ashker can be reached at (804) 644-4711. ****************** ******************

INVESTMENTS Ronald E. Madey, CFA (Born: 1959) Mr. Madey is located at our main office in Richmond, Virginia and can be reached at Chartered Financial Analyst (CFA ) Kent State University, Masters of Business Administration Kent State University, B.B.A. Finance & Real Estate 2014 Present Wealthcare Capital Management LLC Chief Investment Officer 2010 2014 Sightline Investments LLC President and Chief Investment Officer 2007 2010 FolioDynamix/FDx Advisors Formerly owned by Sungard Advisor Technologies Chief Investment Officer 2002 2007 Lincoln Financial Vice President & National Director of Investments Ron Madey serves as Chief Investment Officer of Wealthcare Capital Management. He is an industry veteran with extensive expertise in investment management, financial plan modeling and the application of technology to deliver cost-effective, risk-managed solutions to improve the investor experience and help clients achieve life-financial goals. Ron s more than twenty-five years of experience includes roles as Chief Investment Officer for SightLine Investments and FolioDynamix, National Director of Investments for Lincoln Financial Advisors, and National Practice Leader for Towers Perrin (now Towers Watson) Asset Consulting. As an active participant in the industry s dialogue on investment strategy, financial modeling and risk management, Mr. Madey has presented at conferences sponsored by the CFA Institute, the Institutional Investor Institute, the Investment Management Institute, the American Bankers Association, the Money Management Institute and the Pennsylvania Institute of CPAs. He is also a member of the CFA Institute and the CFA Society of Philadelphia. He holds a Bachelor of Business Administration, with honors, in finance and real estate and a Master of Business Administration with an emphasis on planning and strategy from Kent State University, and was inducted into Beta Gamma Sigma, the international honor society recognizing business excellence. Mr. Madey does not have, nor has he ever had, any disciplinary disclosures. Mr. Madey is not actively engaged in any other investment-related business beyond his capacity as Chief Investment Officer of WEALTHCARE. Mr. Madey does not receive any commissions, bonuses or other compensation based on the sale of securities or other investment products or for referring advisory clients to other third party providers. We disclosed in our ADV Part 2A that WEALTHCARE is also a technology provider to the financial services industry via Application Service Provider ( ASP ) business model internet. As CIO, Mr. Madey does contribute a portion of his time (approximately 10-20%) to the management and servicing of the technology side of the company. supervision of Mr. Madey. Mr. Ashker can be reached at (804) 644.4711. COMPLIANCE John Lohr, J.D. (Born: 1945) Mr. Lohr is located at a satellite office in Northern Wyoming and can be reached at (307) 217-1479 if you have any questions. John Marshall College of Law, Cleveland State University, JD Kent State University, Master of Arts Wittenberg University, Bachelor of Arts 2015 Present Wealthcare Capital Management LLC General Counsel & Chief Compliance Officer 2013 Present The Howling Wolf Foundation Founder and Director 1986 Present Howling Wolf Enterprises LLC MoneyCulture/The Learning Network Founder and Manager John Lohr serves as General Counsel and Chief Compliance Officer of Wealthcare Capital Management. He is a 40 year industry veteran with specialized expertise in investment management. After a career in education, including teaching Finance at Baldwin Wallace College and investment management at Wharton, he began his securities firm career in 1983 working with EF Hutton. He served as the General Counsel of the Consulting Group at successor firms until 1995 when he left to help colleague Len Reinhart form Lockwood. He was the President of Lockwood Financial Services until 2003 when the company was sold to Bank of New York Mellon. In 1986, he formed Howling Wolf Enterprises which has trained over 200,000 financial advisors. He was the chairperson of IMCA s Advisory Council and in 2010 the Money Management Institute awarded him a lifetime achievement Pioneer Award for his work in Managed Account Solutions. His law practice concentrates on investment advisory issues for institutional clients. He has written 14 books on ERISA and investment management, has authored an investment column in syndicated newspapers in the West. He founded and is the host of Legends, an online radio program which interviews investment luminaries. His MoneyCulture/The Learning Network is an online education site. He formed The Howling Wolf Foundation to support women and research institutions looking for a cure for ovarian cancer, in honor or his late wife, Marty. John lives in the Big Horn Mountains of Northern Wyoming. Mr. Lohr does not have, nor has he ever had, any disciplinary disclosures. Mr. Lohr is not actively engaged as a Chief Compliance Officer for any other Investment advisory firm but does provide legal and regulatory advise to other firms in the industry. Mr. Lohr does not receive any commissions, bonuses or other compensation based on the sale of securities or other investment products or for referring advisory clients to other third party providers. We disclosed in our ADV Part 2A that WEALTHCARE is also a technology provider to the financial services industry via Application Service Provider ( ASP ) business model internet. As manager of the Services Solutions Group, Mr. Lohr does contribute a portion of his time (approximately 10%) to the management and servicing of the technology side of the company. supervision of Mr. Lohr. Mr. Ashker can be reached at (804) 644-4711,

PORTFOLIO MANAGEMENT TEAM Brandy N. Weiberg (Born: 1981) Brandy Weiberg is located at a satellite office in Brookfield, Wisconsin and can be reached at (804) 521-3435 if you have any questions. University of Mary Washington, B.S. Business Administration 2004 Present Wealthcare Capital Management LLC Vice President/Portfolio Management Ms. Weiberg joined Wealthcare in May 2004. As Vice President of Portfolio Management, Ms. Weiberg supervises the Portfolio Management Team which is comprised of RIARs responsible for the reconciliation of all client assets to those client s third-party financial securities custodial accounts advised by WEALTHCARE, portfolio management and accounting, trading operations and related client services and performance measurement for client accounts, as well as securities research. During her tenure at WEALTHCARE, Ms. Weiberg has worked in numerous functions including consulting with major institutional clients of the firm on technical aspects of the Wealthcare System, relationship management with corporate retirement plans and ERISA third party administrators, model portfolio design and research for college and university retirement plans, researching and designing trading systems and processes, designing individual Wealthcare plans, as well as accounting support, tax analysis and trade approvals. Ms. Weiberg does not have, nor has she ever had, any disciplinary disclosures. Ms. Weiberg is not actively engaged in any other investment-related business beyond her capacity as Vice President of Portfolio Management. Ms. Weiberg does not receive any commissions, bonuses or other compensation based on the sale of securities or other investment products or for referring advisory clients to other third party providers. financial services industry via an Application Service Provider ( ASP ) business model internet. As a subject matter expert for the firm s technology, Ms. Weiberg does contribute a portion of her time (approximately 5%-10%) to the design and testing of the technology platform of the company. On behalf of WEALTHCARE, Ron Madey, as CIO & CCO, is the person responsible for the supervision of Ms. Weiberg. Mr. Madey can be reached at (804) 644.4711. PLANNING TEAM Kenneth Procter Fishburne, CFP (Born: 1976) Mr. Fishburne is located at our main office in Richmond, Virginia and can be reached at (804) 521-3434 if you have any questions. Certified Financial Planner (CFP ) University of Richmond, Master of Business Administration Hampden-Sydney College, BS Mathematical Economics 2009 Present Wealthcare Capital Management, Inc. Associate Vice President, Head of Planning 2007 2009 Johnson & Gilliss Wealth Management Broker Administrative Assistant 2005 2007 Wachovia Securities, LLC Senior Financial Analyst Mr. Fishburne joined Wealthcare Capital Management in December 2009 as a Wealthcare Analyst. His responsibilities include financial plan preparation and support. He has over 10 years of financial services experience and has worked as a Senior Financial Analyst for Wachovia Securities and more recently as a Financial Planning Associate for a local wealth management company serving in the capacity of analyzing investments and preparing financial plans. Mr. Fishburne is a CFP and holds a BS degree in Mathematical Economics from Hampden-Sydney College and an MBA from University of Richmond. Mr. Fishburne does not have, nor has he ever had, any disciplinary disclosures. Mr. Fishburne is not actively engaged in any other investment-related business beyond his capacity as an Associate Vice President of WEALTHCARE. Mr. Fishburne does not receive any commissions, bonuses or other compensation based on the sale of securities or other investment products or for referring advisory clients to other third party providers. On behalf of WEALTHCARE, Teresa Schafer, as CFO & COO, is the person responsible for the supervision of Mr. Fishburne. Ms. Schafer can be reached at (804) 521-3427.

PROFESSIONAL DESIGNATIONS Definitions & Continuing Education Requirements Accredited Asset Management Specialist SM (AAMS ) The College for Financial Planning awards the ACCREDITED ASSET MANAGEMENT SPECIALIST SM AND AAMS designation to students who (i) successfully complete the self-study program consisting of 12 modules (100 120 hours) required; (ii) pass the final examination; and (iii) comply with the Code of Ethics, which includes agreeing to abide by the Standards of Professional Conduct and Terms and Conditions. Applicants must also disclose any criminal, civil, self-regulatory organization, or governmental agency inquiry, investigation, or proceeding relating to their professional or business conduct. Conferment of the designation is contingent upon the College for Financial Planning s review of matters either self-disclosed or which are discovered by the College that are required to be disclosed. Successful students receive a certificate and are granted the right to use the designation on correspondence and business cards for a twoyear period. Continued use of the AAMS designation is subject to ongoing renewal requirements. Every two years individuals must renew their right to continue using the AAMS designation by: (i) completing 16 hours of continuing education; (ii) reaffirming to abide by the Standards of Professional Conduct, Terms and Conditions, and self disclose any criminal, civil, self-regulatory organization, or governmental agency inquiry, investigation, or proceeding relating to their professional or business conduct; and (iii) paying a biennial renewal fee of $75. Accredited Investment Fiduciary Analyst (AIFA ) The Accredited Investment Fiduciary Analyst (AIFA ) designation is granted by the Center for Fiduciary Studies, LLC, a Fiduciary360 (fi360 ) company to advisers who: (i) must have successfully completed the AIF program offered by fi360; (ii) have attained a bachelor s degree or greater; (iii) complete AIFA trading in a 3- day classroom class; (iv) pass the final examination; and (v) comply with the Code of Ethics, which includes agreeing to abide by the Prudent Practices for Investment Fiduciaries. Continued use of the AIFA designation is subject to ongoing annual renewal requirements including (i) affirming compliance with the Code of Ethics; (ii) completing ten hours of continuing professional education; and (iii) pay annual dues. Fi360 promotes a culture of fiduciary responsibility and improves the decision making processes of investment fiduciaries and other financial service providers. The AIF Training provides a unique comprehensive overview of fiduciary standards of excellence, asset allocation, preparation of investment policy statements, manager search and due diligence, performance measurement, and other related subjects. Those who earn the AIF mark successfully complete a specialized program on investment fiduciary standards of care and subsequently passed a comprehensive examination. Accredited Wealth Management AdvisorSM (AWMA ) The College for Financial Planning awards the ACCREDITED WEALTH MANAGEMENT ADVISOR SM AND AWMA designation to students who: (i) successfully complete the self-study program consisting of 15 modules (120 150 hours) required; (ii) pass the final examination; and (iii) comply with the Code of Ethics, which includes agreeing to abide by the Standards of Professional Conduct and Terms and Conditions. Applicants must also disclose of any criminal, civil, self-regulatory organization, or governmental agency inquiry, investigation, or proceeding relating to their professional or business conduct. Conferment of the designation is contingent upon the College for Financial Planning s review of matters either self-disclosed or which are discovered by the College that are required to be disclosed. Successful students receive a certificate and are granted the right to use the designation on correspondence and business cards for a twoyear period. Continued use of the AWMA designation is subject to ongoing renewal requirements. Every two years individuals must renew their right to continue using the AWMA designation by: (i) completing 16 hours of continuing education; (ii) reaffirming to abide by the Standards of Professional Conduct, Terms and Conditions, and self disclose any criminal, civil, self-regulatory organization, or governmental agency inquiry, investigation, or proceeding relating to their professional or business conduct; and (iii) paying a biennial renewal fee of $75. CERTIFIED FINANCIAL PLANNER (CFP ) The CERTIFIED FINANCIAL PLANNER, CFP and federally registered CFP (with flame design) marks (collectively, the CFP marks ) are professional certification marks granted in the United States by Certified Financial Planner Board of Standards, Inc. ( CFP Board ). The CFP certification is a voluntary certification; no federal or state law or regulation requires financial planners to hold CFP certification. To attain the right to use the CFP marks, an individual must satisfactorily fulfill the following requirements: (i) complete an advanced college-level course of study addressing the financial planning subject areas that CFP Board s studies have determined as necessary for the competent and professional delivery of financial planning services; (ii) attain a Bachelor s Degree from a regionally accredited United States college or university (iii) pass the comprehensive CFP Certification Examination which is administered in 10 hours over a two-day period; (iv) complete at least three years of full-time financial planning-related experience (or the equivalent, measured as 2,000 hours per year); and (v) agree to be bound by CFP Board s Standards of Professional Conduct, a set of documents outlining the ethical and practice standards for CFP professionals. Individuals who become certified must complete the following ongoing education and ethics requirements in order to maintain the right to continue to use the CFP marks: (i) complete 30 hours of continuing education hours every two years, including two hours on the Code of Ethics and other parts of the Standards of Professional Conduct, to maintain competence and keep up with developments in the financial planning field; and (ii) renew an agreement to be bound by the Standards of Professional Conduct. The Standards prominently require that CFP professionals provide financial planning services at a fiduciary standard of care. This means CFP professionals must provide financial planning services in the best interests of their clients. Qualified Plan Financial Consultant (QPFC) QPFC is the professional credential for financial professionals who sell, advise, market or support qualified retirement plans. The QPFC program is overseen by the American Society of Pension Professionals & Actuaries (ASPPA). The QPFC program provides an understanding of general retirement planning concepts, terminology, distinctive features of qualified plans and the role of retirement plan professionals. QPFC is not an entry-level credential. A candidate will be expected to demonstrate a general proficiency of plan administration, compliance, investment, fiduciary, and ethics issues. In addition to passing a series of four examinations, a candidate must have a Series 6, 7, or 65 through FINRA as well as two letters of reference demonstrating at least two to three years of retirement plan related experience. Chartered Financial Analyst (CFA ) The Chartered Financial Analyst (CFA) charter is a globally respected, graduate-level investment credential established in 1962 and awarded by CFA Institute the largest global association of investment professionals. To earn the CFA charter, candidates must: 1) pass three sequential, six-hour examinations; 2) have at least four years of qualified professional investment experience; 3) join CFA Institute as members; and 4) commit to abide by, and annually reaffirm, their adherence to the CFA Institute Code of Ethics and Standards of Professional Conduct. The CFA Institute Code of Ethics and Standards of Professional Conduct, enforced through an active professional conduct program, require CFA charterholders to: Place their clients interests ahead of their own Maintain independence and objectivity Act with integrity Maintain and improve their professional competence Disclose conflicts of interest and legal matters Certified Investment Management Consultant (CIMC ) The Investment Management Consultants Association (IMCA) grants the professional designation Certified Investment Management Consultant TM (CIMC ). As of December 2003, new CIMC certifications are no longer granted. When the designation was issued, its content focused on investment consulting. Current CIMC designees can maintain the designation through IMCA. CIMC designees are required to adhere to IMCA s Code of Professional Responsibility, Standards of Practice, and Rules and Guidelines for Use of the Marks. CIMC designees must report 40 hours of continuing education credits, including two ethics hours, every two years to maintain the designation. Certified Public Accountant (CPA) Certified Public Accountants ( CPAs ) are licensed and regulated by their state boards of accountancy. While state laws and regulations vary, the education, experience and testing requirements for licensure as a CPA generally includes: (i) a minimum college education (typically 150 credit hours with at least a baccalaureate degree and a concentration in accounting); (ii) a minimum experience level (most states require at least one year of experience providing services that involve the use of accounting, attest, compilation, management advisory, financial advisory, tax or consulting skills, all of which must be achieved under the supervision of or verification by a CPA); and (iii) successful passage of the Uniform CPA Examination. In order to maintain a CPA license, states generally require the completion of 40 hours of continuing professional education (CPE) each year (or 80 hours over a two year period or 120 hours over a three year period). Additionally, all American Institute of Certified Public Accountants (AICPA) members are required to follow a rigorous Code of Professional Conduct which requires that they act with integrity, objectivity, due care, competence, fully disclose any conflicts of interest (and obtain client consent if a conflict exists), maintain client confidentiality, disclose to the client any commission or referral fees, and serve the public interest when providing financial services. The vast majority of state boards of accountancy have adopted the AICPA s Code of Professional Conduct within their state accountancy laws or have created their own. Chartered Financial Consultant (ChFC ) The ChFC designation has been a mark of excellence for almost thirty years and currently requires nine college-level courses, the most of any financial planning credential. Average study time to earn the ChFC exceeds 450 hours. Required courses cover extensive education and application training in financial planning, income taxation, investments, and estate and retirement planning. Additional electives are chosen from such topics as macroeconomics, financial decisions for retirement, and executive compensation. ChFC designees must meet experience requirements and adhere to continuing education and ethical standards. The credential is awarded by The American College, a non-profit educator with an 84-year heritage and the highest level of academic accreditation. Chartered Retirement Planning Counselor SM (CRPC ) Individuals who hold the CRPC designation have completed a course of study encompassing pre-and postretirement needs, asset management, estate planning and the entire retirement planning process using models and techniques from real client situations. Additionally, individuals must pass an end-of-course examination that tests their ability to synthesize complex concepts and apply theoretical concepts to real-life situations. All designees have agreed to adhere to Standards of Professional Conduct and are subject to a disciplinary process. Designees renew their designation every two-years by completing 16 hours of continuing education, reaffirming adherence to the Standards of Professional Conduct and complying with self-disclosure requirements. Chartered Retirement Plan Specialist SM (CRPS ) Individuals who hold the CRPS designation have completed a course of study encompassing design, installation, maintenance and administration of retirement plans. Additionally, individuals must pass an endof-course examination that tests their ability to synthesize complex concepts and apply theoretical concepts to real-life situations. All designees have agreed to adhere to Standards of Professional Conduct and are subject to a disciplinary process. Designees renew their designation every two-years by completing 16 hours of continuing education, reaffirming adherence to the Standards of Professional Conduct and complying with self-disclosure requirements. Retirement Plan Associate (RPA) The Retirement Plans Associate (RPA) designation is granted by the International Foundation of Employee Benefit Plans (the International Foundation ) and the Wharton School of the University of Pennsylvania. The International Foundation provides education, information and research services for individuals and organizations that work with employee benefits, compensation and financial literacy in the United States and Canada. For an individual to receive the RPA designation, the individual must complete a series of self-study or classroom completion of three courses that are part of the CEBS curriculum and successfully pass a computer-based exam for each course. There are no continuing education requirements for the designation.